Disclaimer: I do not own Marvel Cinematic Universe, Buffyverse or anything else you may recognize

And here we are with the Buffy Season 7 fic, in-line with the Angel Season 4 one, and hope all enjoy both of them equally.

I've already said what I needed to say in the A/N for the Angel Season 4 fic, well, mostly.

For one, I've Tara around, so my version is superior to the actual Season 7 because of that, and also, don't expect me to be friendly to Kennedy because FUCK KENNEDY!

Also, this is named 'Beneath the Spider' because its Peter-centric (kind of) and also because of 'From beneath you, it devours'.

That all done, now just have fun with this.

Chapter 1- First day

Istanbul

A dark-haired girl was running through the arched hallway, looking over her shoulder and panting from the exertion of running so fast. She slipped down an embankment. She was being chased. A man on the street saw her through his front door, and closed it rather than help her.

Two people in hooded cloaks were chasing her. After trying various alleys looking for an escape route, she found herself trapped in a dead-end. She saw a drain pipe next to her and decided to use it to scale the building.

The people chasing her grabbed her foot, but she managed to escape their grip and easily climbed up to the roof. There, another hooded figure was waiting and pushed her off the building. She screamed, but she landed on the ground alive, on her back.

Two hooded figures held her down, and she fought back with all her might. A third figure raised an arched, shiny, silver dagger and thrust down at her.

Next day, Sunnydale

Buffy was getting ready to send Dawn off to her first day of school. "Dawn! Xander's here. Peter too."

"Just a minute."

"You're going to be late."

"I'm comfortable with that."

Buffy rolled her eyes and opened the front door to let Peter and Xander in as the latter greeted. "G'morning!"

"I heard the last bit of what Dawn said, and I'm not comfortable with being late", Peter then said. "I mean, yeah, I'm late a lot, but ya know, still got a reputation to maintain, not of being late, you get what I mean."

Buffy sighed. "If you were older, you'd have ended up with Willow."

Peter blushed as Buffy and Xander chuckled at his reaction and then Buffy called out to Dawn. "Well, you gotta eat something. I made cereal."

"OK."

Buffy told Xander. "You're unconscionably spiffy."

Buffy walked into the kitchen. Peter and Xander followed as Xander said. "Client meeting." He then asked. "How exactly do you make cereal?"

"Ah, you put the box near the milk. I saw it on the food channel. Want something?" Buffy asked.

"I'm pretty sure corn, wheat, oats, rice and barley are involved too", Peter said, then got a look, and shut up. "Never mind."

"How are you?" Xander asked Buffy.

"My sister's about to go to the same school that tried to kill me for three years. I can't change districts, I can't afford private school, and I can't begin to prepare for what could possibly come out of there. So, peachy with a side of keen, that would be me", Buffy said with a sigh.

"Well, the school did have a Slayer then, and her Scooby Gang", Peter pointed out. "And now it has Spider-Man."

"Yeah", Buffy sighed, patting his head. "I know she's in good hands."

"And here's a little something for what ails ya", Xander gestured with the tube of papers he brought in.

"Mmm. You got the rest."

Xander went into the dining room. Peter and Buffy followed. Xander laid out the plans for the high school. "Take a look."

"Hey", Dawn finally came down as she and Peter shared a kiss on the lips.

Xander then said. "I've got two crews working on this diabolical yet lucrative new campus. One here finishing the Science building. And one here, reinforcing the Gym. There are no pentagrams, no secret passageways. Everything's up to code and safe as houses."

"So, I think its all good, right?" Peter asked. "I mean, nothing supernatural, if its science-y, I can handle it, not to worry."

"I don't want supernatural or science-y", Buffy said.

Dawn said with her mouth full. "Maybe you're just paranoid."

Xander then noted. "Well, there is one interesting detail. I managed to scare up the plan from the old high school." He asked only Buffy. "You remember the very center of Sunnydale's own Hellmouth?" Xander put up new and old plans to the window so they could see through them.

"Under the library", Buffy remembered easily, considering how much time she, Willow, Xander, and, to a lesser extent, Cordelia and Oz spent with Giles there.

"Right. So I lined up the plans, new and old. And right exactly where the library was, we now have..."

"Principal's office", Buffy saw the plans.

Dawn asked. "So the principal's evil?"

Buffy pointed out. "Or in a boatload of danger."

"Well, not anymore", Peter assured firmly. "And I'm not doing it for good grades because the Principal won't know who saved him, well, not exactly."

He then shut up as Dawn chuckled while Xander said. "Well the last two principals were eaten. Who would even apply for that job?"

"Maybe a SHIELD Agent decided to take the job to keep an eye on the place?" Peter asked and suggested at the same time.

"Guess we'll see", Buffy said, then realized it was time. "Ooh, we have to leave though." She asked her sister. "You have everything? Books, lunch, stakes?"

"Checked thrice", Dawn assured.

"And third time I called her up and told her what to take", Peter added as Dawn elbowed him playfully.

Xander whispered to Buffy. "Did you give her the..."

"No, I was saving it."

"What is it?" Dawn asked.

"Back to school gift", Buffy revealed.

Dawn was intrigued. "It's a weapon, isn't it?"

"Yes, it is", Buffy assured.

"I think I should get one too", Peter pouted playfully.

"Ask your aunt", Buffy shrugged as Dawn began to open the present.

Later, Xander pulled the car up to drop Buffy, Dawn and Peter off in front of the school as Buffy told Xander. "I'm gonna take them both to class, have a look around."

"OK. I'm gonna be on-site here all day, so if you have any needs..." Peter, Buffy and Dawn got out of the car, and Xander drove off.

They walked toward the school's front archway as Buffy said. "Now, remember, if you see anything strange... or, you know...dead."

"I got it", Dawn assured.

Buffy added. "And stay away from hyena people, or any lizard-type athletes, you know, or if you see anyone that's invisible."

"Lizards, interesting."

They turned to see a middle-aged, one-handed man in glasses arrive as he held out his remaining hand. "Curt Connors, I'll be the science teacher here."

"Peter Parker", Peter said as he held out his hand and shook it. "I've read about you. Your work on genetic mutation is unmatched, professor."

"Thank you", Curt smiled as he shook hands with Dawn.

"Dawn Summers", Dawn introduced herself as he and Buffy shook hands.

"Buffy, her sister", Buffy finished introductions.

"Well, I study lizards a lot so hearing them mentioned made me interested", Curt said as he waved. "I'll be seeing you all."

He walked off as Buffy told Dawn. "You know, you could still drop out. Only nerds finish high school."

"Well, I'll be finishing it then", Peter shrugged.

"And I'm with him so I'll finish it with him", Dawn added as Buffy sighed.

"This place is evil", she said, and as they entered the archway, a handsome, dark-skinned man greeted them.

"Tough to let 'em go, huh?"

"Hi", Buffy greeted.

"I'm Robin Wood. New principal", he introduced himself.

"Oh, uh, Buffy Summers", Buffy introduced herself, then gestured to her sister. "This is Dawn."

"Peter Parker", Peter introduced himself as he and Wood shook hands.

"Nice to meet you. Read your records, Peter, impressive", Wood said as Peter gave a flattered nod.

"Hi", Dawn greeted too.

Buffy commented. "So you're the new principal. I expected you to be more... aged."

"Huh", Wood decided two could play the game. "You seem a bit young to have such a grown-up daughter."

Peter and Dawn chuckled as Buffy was flustered. "Oh. Uh, uh, no. Sister."

"Oh, right, um, of course."

"You didn't really think she's my... it's my hair. I have mom hair", Buffy was embarrassed.

"Maybe you and May can have get-togethers", Peter suggested as Buffy gave him a look.

"I actually have heard of you, Miss Summers", Wood revealed to Buffy. "Graduated from the old high school, am I right?"

"Uh, yeah. How did you—?"

Robin cut her off. "Well, I better get back to work. Gotta start deadening young minds. It's really nice to meet you. You have fun."

The Principal left, and Buffy eyed him carefully as he walked away. "That was suspicious."

"You betcha", Dawn agreed.

"Hey, you heard from Spike?" Peter then asked Buffy and she shook her head.

"No", Buffy said. "He hasn't contacted me yet."

Spike had gone off to LA on hearing Drusilla was there to take her down, and had assured Buffy he'd do it, and he wouldn't get back together with her and turn evil, because he loved Buffy, and the two had shared a kiss before he'd departed.

Angel and Cordelia were missing too, and hadn't been found yet, which was even more reason for Buffy to worry.

"Don't worry, he got his soul back for you, he'll stake his ex and come back to you", Dawn assured.

The two teenagers waved to Buffy. "Bye."

They walked away from Buffy through the school's courtyard to go to class.

Buffy crossed her arms, got an idea, and walked toward the school.

A while later, Buffy was walking the halls of the high school while class was in session, checking it out. Suddenly, a basketball was thrown at a locker by a kid who was not in class.

She went to check it out, and saw a kid walk away down another hall out of sight. While following him, Buffy passed a door with a sign that said "Basement. No student access."

She continued past it, checking out the halls.

At the class, the teacher got the attention of all students including Peter and Dawn. "OK. I'm Mr. Lonegrin. Why don't we go around the room and introduce ourselves, hmm? Let's start with..."

Buffy walked into the girls' restroom and looked at herself in the mirror, fondling her hair, pouting. "It's not "mom hair.""

She went to wash her hands and noticed a small bundle of feathers, twigs, crystals, and such bound together with string. She picked it up, and when she looked in the mirror, she saw a girl who wasn't there before. The girl looked dead.

"You can't protect her. You couldn't protect me."

Buffy turned around, and there was no one there. Then something else came after her and she backed against the wall.

It was a dead janitor who said. "Get out. Get out. Get out!"

Buffy looked up again, and he was gone.

In the classroom, it was Dawn's turn to describe herself to the others. "I love to dance. I like music. I'm very into Britney Spears' early work, before she sold out. So mostly her, um, finger painting and macaroni art. Very underrated. Favorite activities include not ever having to do this again, and uh..."

Buffy burst into the classroom, frantic. "Dawn!"

"What?" Dawn asked, annoyed.

Buffy said. "We have to go. It's not safe."

"But..."

"We, um. I mean I saw..."

"Can I help you?" The teacher asked.

"No, I uh. Dawn, I just thought you were, um, in danger... of smoking. I'll be around."

Buffy left the classroom, with Dawn looking embarrassed as Peter spoke up. "She's a crazy vagabond lady. She assaulted us outside with her purse."

That made the whole classroom chuckle as Peter and Dawn exchanged a look.

Later, at the construction site, Buffy talked to Xander as he asked. "So, how's it looking? Does the place pass inspection?"

"Oh, it's great... if you're a zombie ghost thing!"

Xander was used to this stuff by now. "So school's back in session, huh?"

Buffy nodded. "Seems like old times."

A construction worker walked up to where they were talking, so Xander and Buffy walked to somewhere more private to have their conversation. Xander then asked. "So, zombies or ghosts?"

"I'm not sure. They were in the mirror, but they disappeared. Um, but they touched me, I think. Well, let's just start with dead and pissed", Buffy rambled a little.

Xander asked. "They were after you personally?"

Buffy told him. "They talked about protecting people. Told me to leave."

Xander noted. "No damage, though."

"I think I may have destroyed Dawn's social life in all of about 30 seconds, but apart from that, no."

Xander shrugged. "Ah, being popular isn't so great. Or so I've read in books."

"This isn't a coincidence, you know, the school being rebuilt. It means something", Buffy told Xander.

"As in what?"

Dawn was sitting at her desk. The nerd sitting beside her asked her a question. "Could I borrow a pencil?"

Dawn nodded. She unzipped the pencil pouch in her notebook, and took out a yellow pencil, and handed it to hand him. When she looked up, she saw that he had transformed into a freaky dead guy.

"Thanks a lot."

Dead nerd took the pencil and tried to stab Dawn's eye with it. She screamed and almost fell to the floor but Peter caught her.

"Are you all right?" The teacher asked.

Dawn looked around, and the Dead Nerd had disappeared, with Peter holding her. Her classmates were all staring at her.

"I'm sorry. There was... a... a bee. It flew in my eye. I'm very allergic", Dawn said.

"A bee? Really?" Peter asked in a whisper. "You okay?"

"Going out for a bit", Dawn whispered back.

The teacher assured. "I think it's gone."

Dawn asked. "Can I go to the bathroom?"

"Of course."

Dawn left the room. The other students looked at each other trying to figure out what Dawn's problem was as one said. "Guess it runs in the family."

"Well, if you've studied genes, a lot of stuff runs in the family, don't act like you made a new discovery", Peter said to the student with a smirk, and he pouted while the others laughed at him, and Peter was happy to have defended his girl's honor.

Dawn went into the restroom to gather her thoughts and recovered from her scare. She hid in the first stall and tried to catch her breath. She heard scared crying from another stall. She got up, left the stall, and checked for under the other stall doors, looking for feet. No feet.

Buffy was walking in the hall in a hurry and wasn't looking where she was going. She bumped into the principal. "Whoa."

"Ooh, sorry."

Wood commented. "Miss Summers. I didn't know you were still about."

"Uh, yeah, I was just looking for—"

He cut her off with a quip. "I thought in general it was customary for a person who's graduated to, um, you know, go somewhere else." He laughed.

Buffy made an excuse. "Well, it's a new campus. I'm just getting to know it. You know, make sure it's safe for my sister, and her friend."

At the restroom, Dawn decided to check in the stalls one by one. Cautiously, she pushed in the first door. Empty. Second stall was empty too. When she pushed in the door to the third stall, there was a girl there, sitting fetal style with her feet on top of the toilet seat. "Hey. What's wrong?"

"There's someone in here."

Dawn looked around and there was no one so she assured. "It's only me."

Kit shook her head. "No, it's not."

Buffy was still talking to the principal who finally confessed. "You know, I, um, have to be honest. I actually know a little bit more about you than I let on before."

Buffy quipped with narrowed eyes. "Isn't that interesting."

He agreed. "Oh, it really is."

At the restroom, Dawn and the girl were still talking as Dawn said. "Let's get you out of here, OK? Maybe we can get some air. I'm Dawn."

"Kit."

Dawn asked. "Saw something pretty creepy, huh?"

"You wouldn't believe me."

"I kinda sorta think I will. Was there a pencil involved in any—"

They looked in the mirror and noticed there were three dead people there- Dead Girl, Dead Nerd, and Dead Janitor.

The lights started exploding, sparks shooting out from them, and the floor was breaking under their feet. They screamed.

Hands were now reaching for them, pulling them down into the floor.

Tara walked out of the kitchen and to her shock, Willow had fallen to the ground, appearing to be in pain.

Tara rushed to Willow, holding her as Willow gasped. "Oh Goddess!"

"Just breathe", Tara urged.

"I can't. Goddess!" Willow shook her head.

"Please, just breathe, baby", Tara begged her. "What's happening?"

Willow propped herself up with her hands on the ground. "I felt….." She recoiled and brought her hands away from the ground, suddenly frightened.

"I felt the Earth. It's all connected. It is, but it's not all good and pure and rootsy. There's deep, deep black. There's... I saw, I saw the Earth, Tara", Willow looked absolutely shaken. "I saw its teeth."

Tara touched the ground herself, and instantly recoiled as she realized grimly. "The Hellmouth."

"It's gonna open. It's gonna swallow us all", Willow rambled as Tara pulled Willow into her chest, letting Willow hear her heartbeat which calmed her down.

Dawn and Kit had fallen through the bathroom floor into the basement. There was rubble all around them. They were on the floor, but appeared to be undamaged. Kit came to first and went to Dawn.

"Hey. Hey, wake up. Please wake up."

Dawn did. "Oh, oh, God, uh... Are you OK?"

Kit said. "We have to leave."

"You're not wrong", Dawn agreed as she got up and started looking around. "C'mon. There's got to be a staircase."

Buffy was still talking to the principal as he told Buffy. "The school board recommended I spend a little time reading your record. It's, um, quite a page-turner. Kind of a checkered past..."

"Huh. More like a plaid", Buffy responded to him. "Kind of a clan tartan of badness, really. You know, but there were factors."

The girls were walking around the basement, looking for an exit as Dawn inquired. "What did you see when I found you in the stall?"

"A girl", Kit revealed as they continued walking. "She said she died here, and that everybody dies here, and that we would too."

Dawn quipped. "Here I was worried about not fitting in."

The girls ran into someone unexpectedly in the basement and screamed. It was the boy who was playing with the basketball in the hallway earlier.

"Who are you?"

Kit asked back. "Who are you?"

Dawn added a question of her own. "Are you dead?"

"Stop saying that!"

"Whoa", Dawn realized he wasn't a ghost. "We're not dead. We saw creepy dead people, and we're just trying to get out."

The boy revealed. "I just came down here for a smoke, you know, and I saw... it was a janitor. He was yelling at me. I thought he was just pissed, but... I saw him in the light."

"Wait, you came downstairs?" Dawn asked, now realizing there was a way out. "Where?"

"Man, I got no clue. I ran away like a girl", he told her. "I don't know this place at all."

Dawn now came up with some ideas. "OK, so we can run around in circles, or..." She walked down the corridor, and the others followed. Then a voice came from behind.

"Do you really think you can run away?"

They turned around to see the dead janitor coming at them as Kit shook her head in denial. "It's not real."

But Dawn knew better. "Lesson one: it's always real."

Dead people surrounded them now as the dead nerd said. "I tried to run too."

"I tried to scream", the girl added. "Doesn't matter how much you scream, nobody ever hears you."

Dawn quipped to them. "Hear me. Right. Ooh. I got a present."

"What is it?" Kit asked.

"A weapon."

Dawn dialed the new cell phone, the gift that Buffy had given her earlier that day.

Buffy was still talking to the principal as he told her. "Well, it's clear your sister looks up to you, which I think is great."

"No, she's much, much worse than me. Troublemaker", Buffy argued to him, trying to say anything she could to protect Dawn. "Expulsion is really the only way to go. You know, or you can suspend her for... three years."

Wood gave a better and more logical suggestion. "Well, how 'bout we give her a chance first. Just as long as she keeps her grades up like she has been, and—"

Buffy's cell phone rang. "Boy, that's loud."

"That's a part of the reason we don't allow cell phones in-"

"Excuse me", Buffy picked the phone. "Yeah." She said to the Principal. "Oh, sorry. My dog. Uh, dog walker." She then quietly asked into the phone. "Three dead?"

Robin was shocked. "Oh, my God!"

"Uh, no, I'll be right there", Buffy assured.

"Your dogs are dead?"

"And, Buffy?" Dawn called out from where she was. "Isn't this reception amazing? I'm in the freakin' basement!"

"Okay", Buffy cut the call and turned to Wood. "Sorry about that. I—I have to ..."

She ran off as Wood assured her. "Yeah. No, of course. And good luck with that...dog tragedy."

In the basement, Dawn hung up the phone, then started texting.

Peter was in the classroom when his phone vibrated, though only he heard it fortunately. Cell phones weren't allowed, and May didn't want him to take one to school, but it was part of the job description and all that.

He discreetly took it out and looked at the text- "I'm in trouble. Restroom floor broke. In basement now."

Peter put it back inside and called out to the teacher. "Umm, can I use the restroom?"

Dawn talked to her two new friends. "Help is on the way, you guys. We've just got to figure out—"

She stopped to look around and noticed that her ghosts were nowhere to be found. "Where did they go?"

Then a dead person's hand grabbed her by the throat.

Buffy went into the restroom where the girls fell into the basement. She saw the hole in the floor and jumped down it.

A while later, Buffy wandered around the basement looking for Dawn. "Dawn!"

No answer, so Buffy tried calling her cell phone again. Dawn's phone rang where Buffy could hear it.

"Dawn? I'm close by."

"Too late. But then, you're always too late, aren't you?"

Buffy looked around and found the janitor in front of her as he snarled. "Sure as hell didn't save me."

She hung up the phone as Buffy asked. "Where's my sister?"

"I think she's lost."

"If I'm the one who let you die, why take it out on her?" Buffy asked, raising her hands to either side of her body in a 'come at me' gesture. "I'm right here. C'mon, what're you after? Fear? Revenge? Tasty brains?"

Then the nerd appeared and said. "I think I'd like Dawn to be my girlfriend."

"Again, wrong sister. I'm the one that dates dead guys", Buffy told him. "And, no offense, but they were hotties, especially my current one, and Dawn has a boyfriend already who's not dead. I mean, I'm sure you had a great personality, but..."

"Busy making out with your dead boyfriend while I was ripped to death by a werewolf?" The girl asked as she now appeared. "Is that why you let me die?"

The nerd sneered. "I was screaming for help when they pulled me down—"

Buffy made a "T" with her hands, gesturing for a timeout. "Hello! Not making myself clear. I don't care how you died. I'm sorry for your loss, but where is my sister?" She called out again. "Dawn!"

The janitor taunted her. "She's not gonna hear you. This place is like a maze."

The girl added. "This place is ours now. It was built on our graves."

The janitor now declared. "All we want is for you to leave so we can rest again."

Buffy was unphased. "Actually, I'm thinking all you want is to get between me and that door. Who's for finding out why."

Dead Nerd lunged at Buffy, who pushed him out of the way into the janitor, then the girl jumped on her back and Buffy threw herself down to knock her off.

When Buffy got up, she thought she had taken them all out, but suddenly all three dead people were standing in front of the door again, like they'd reappeared there supernaturally.

"If at first you don't succeed..." Buffy leapt over them. "... cheat!"

Buffy tried to open the door as they jumped her again. She pushed them off and went for the door. "Dawnie, we have to get o—" When she opened the door, much to her surprise, it was not Dawn behind the door after all.

It was Curt Connors!

And he was looking quite out of it, and it seemed he didn't even recognize her.

"Professor Connors?" Buffy asked, surprised to see him here, and looked behind him to see various chemicals kept there in the room. "What are you doing?"

"Duck", he simply said.

"What? Duck? There's a duck?"

Then suddenly the janitor hit Buffy's head from behind with a pipe, sending her down as Connors walked back inside. "Go green."

The janitor beat Buffy with the pipe as the nerd snarled. "Told you to get out."

Buffy tripped the Dead Janitor, making him fall to the floor. She jumped up and used the door where she found Curt to hit the Dead Janitor's head. Then she went into the room and latched the door behind her. "He'll probably show up in a sec."

Curt told her. "Nobody comes in here. It's just the three of us."

Buffy immediately got down to business. "Professor, have you seen Dawn? She came down here with some kids."

Curt was suddenly yelling. "Don't you think I'm trying? I'm not fast. I'm not a quick study." He was then crying. "Sebastian got doped on it and then he ate the other one!" He laughed. "Should've seen that coming."

He moved away from Buffy into a corner and drank one of the chemicals as Buffy came to a conclusion. "So he makes and takes sci-fi drugs." Then she remembered he was going to teach Dawn and Peter and made him turn around to face her. "Either stop doing drugs or stay away from Dawn and Peter! You're their teacher, you better not involve kids in your bad habits."

Curt just laughed and walked off. "Involve, what am I involved in?"

Buffy's cell phone then rang and she turned away from Curt to answer it. "Dawn?"

Dawn asked from where she was. "Buffy, where are you?"

"I..."

Buffy was distracted by Curt's barely audible mumbling. He had crouched down on the floor on his tiptoes.

"Look, where are you?"

Dawn looked around and shook her head. "I don't know. In a room by the furnace. Near where we fell in. They dragged us in here, and then they disappeared."

"Yeah, they came after me too", Buffy told her.

Dawn asked. "Well, what do they want?"

"So far, to piss me off", Buffy told her.

"Please, tell me it's working."

Buffy assured. "Oh, I'm damage-bound. I just can't figure them. Ghosts can't touch you and zombies can't disappear, so I don't know what— You know what? Stay where you are? I'm coming to get you, and I'll get you out."

Curt was still mumbling as Buffy kicked open the door and left the room.

Dawn, Kit, and Carlos were in a different area of the basement than Buffy as Dawn suggested. "We need to find some kind of weapon just to hold them off."

Carlos found some bricks on a nearby utility shelf and shrugged. "I got these."

"Kit, gimme your bag."

Kit did as Dawn emptied the contents of Kit's purse on the floor and replaced them with the bricks.

Buffy was still looking for them in the basement.

Kit asked. "Do you think they're gonna come back?"

"Think they're gonna come back?" The dead girl suddenly reappeared. "We never left. We'll always be here. Just like you."

"No", Kit shook her head.

The dead girl snarled. "Why do you think we picked you? The ones no one will miss. The ones that don't belong. You spend all your time trying to get out of high school, and now you'll never ever leave."

Dawn swung the brick-bag at the Dead Girl's knees and knocked her down. The dead janitor attacked but Dawn put the bag in the way to block and pushed him back as Kit shrieked at things getting out of hand.

Buffy heard Kit and ran toward the scream.

Peter had finally managed to convince the teacher let him go. "I really miss Harrington right now."

He entered the restroom and saw the floor had fallen in. "Well, Xander's not gonna like this."

He then saw the feather/crystal/twig talisman where Buffy had dropped it earlier and was curious.

The dead people were still fighting Dawn and friends as Dawn spin kicked the janitor back and used the bag to defend from another attack.

The door then burst open as Buffy arrived, and the Dead Nerd came at her with a pipe. She pushed him away and kicked the Dead Janitor away from Dawn.

"Thanks, sis", Dawn said.

"We have to get out of here", Buffy told Dawn.

The dead people came at them as Dawn held out the bag. "Here."

Buffy took it and flipped up, and then twirled the bag, hitting the dead people. At one point, she hit the nerd with the bag, spin kicked the girl away, and spinning the bag, hit the janitor behind her.

Buffy continued like that, using the bag and her spin kicks to take out the dead people.

Peter picked up the talisman thing, then his spider-sense went off and he spun out of the way as the dead girl tried to lunge at him. "Whoa! Dead girl! No cuddling, I'm in a committed relationship!"

Buffy was still fighting the dead people and knocked the janitor down as Dawn picked up a pipe and went next to her. Buffy asked the janitor. "Do you really want to keep this up?"

The janitor got back up. "What're you going to do, kill us?"

The girl lunged at Peter but he flipped into the air, kicking her chin with both feet as she was sent flying off towards the hole, and then he crushed the talisman in his hand as the dead girl disappeared.

After the dead people vanished in front of their eyes, the kids had a look of awe on their faces as Carlos asked. "Are they gone?"

Buffy got a call and took it. "Yeah? Oh, okay, thanks."

She put the phone down and told Dawn. "It was Peter."

"Huh? What did he say?" Dawn asked.

"It was a talisman, he destroyed it", Buffy shrugged as Dawn smirked.

"He saves the day again", Dawn said as both of them chuckled.

"Now the question is who put it there", Buffy wondered before turning to Carlos and Kit. "C'mon, you guys, let's go find a way upstairs, assuming there is one."

They walked together as Dawn sighed. "You really weren't kidding about this place. I guess it hasn't changed."

"I don't know", Buffy shrugged. "Seems smaller."

A while later, Buffy was standing in the hallway, talking to Peter, Dawn, Kit, and Carlos. "You guys are gonna be OK. School is intense, but you'll do all right as long as you're careful. And you might want to think about sticking together."

"Not that intense", Peter shrugged, and was shot weird looks so he shut up.

"Thank you", Kit hugged Buffy.

Carlos agreed with a nod. "Yeah, I mean it. You are the coolest mom ever."

Buffy looked self-conscious and played with her hair. Dawn saved her from further embarrassment by ushering her friends away. "OK. Come on, we still have a few more classes to live through."

"Wait, there's something", Buffy said, looking at Peter and Dawn, and they realized it was for them only.

"You guys go, we're coming", Peter told them so Kit and Carlos walked off.

"What is it?" Dawn asked.

"I saw Curt in the basement", Buffy revealed. "And he takes drugs."

"What?" Peter asked in shock. "Really? But he's a-"

"Well, they were sci-fi drugs, he's like that Walter White from Breaking Bad", Buffy told them. "He seemed out of it, didn't even recognize me. Just…be careful around him."

"We will", Dawn assured, then kissed Buffy on the cheek as Peter and Buffy shared a nod, then Peter and Dawn held hands and walked towards their new friends, all walking away together.

Wood then walked up to Buffy. "Curiouser and curiouser."

"What is?" Buffy asked.

"Carlos Trejo and Kit Holburn, right?" Wood asked as he looked at Peter's and Dawn's new friends. "Possibly the only two students in this school whose files are as thick as yours was."

Buffy asked. "You really did your homework, didn't you?"

Wood confessed to Buffy. "I was looking for one or both of them to actually implode in a fearsome way right before midterms. And now I see that you got 'em socializing and hugging and actually, if I'm not mistaken, headed to class."

Buffy wondered how to put it. "Well, we shared an... encounter."

"Look, I know you're probably more than happy to get out of this place. But I gotta tell you, Miss Summers, I think you belong here", Wood then said, surprising Buffy at this point.

"Hmm, new?"

Wood now explained everything to Buffy. "Listen, I know this school's reputation. What, you think I got this job based on seniority? We got a lot of troubled students here, and just enough money to keep this place from caving in."

Buffy told him. "Yeah, you might need a little extra there."

"Well, we do have a community outreach program. And the money we could pay you... wouldn't even fold", Wood shrugged, then made his proper offer. "But it would just be a couple of days a week."

Buffy was surprised at this point. "Are you asking me to be a counselor?"

"Well, we have a guidance counselor, but I was thinking the kids could use someone, you know, closer to their age who still—"

Buffy didn't need much convincing. "I'm in!"

Wood was shocked. He'd thought he'd need a lot more. "What, you serious? You—you did hear the part about the money, right?"

"Yeah, I heard", Buffy said with a nod. "My schedule might be a little funtastic, but, uh, I'll work it out. I'd like to keep an eye on this place."

Wood seemed enthusiastic as he made a joke. "Well, that's great. Look at that. It's not even noon, and I've already bullied my first family member into helping out. I'm going to be the best principal ever."

He walked away and Buffy looked pleased like maybe things will work out after all.

Night time

Buffy staked a Vampire and spin kicked another away before turning around and staking another. She turned as the one she'd kicked got back up but turned to dust, revealing Spike behind.

"Spike", Buffy smiled happily on seeing him and the two kissed each other on the lips.

They parted as Buffy asked. "How was LA?"

"Well, Angel's back", Spike said with a funny smirk, and Buffy sighed in relief, though she wondered why Spike was smirking. "And Dru's dusted."

Buffy was now even more relieved and told Spike. "Great job."

"Yeah, she thought I could be Connor's daddy", Spike said and both of them chuckled. "Not even in her dreams. Cordelia's still missing though."

Buffy's mood plummeted a little as she said. "I hope they find her."

Spike agreed with a nod as they held hands and walked off.

At the Magic Box, Willow and Tara had just finished telling Giles and Anya of what Willow had experienced earlier.

"So, what do you think?" Tara asked Giles.

"Well, it is quite troubling", Giles sighed. "But I cannot tell what it is yet."

"What should we do?" Willow wondered. "Whatever it was, it didn't seem that pleased."

"I think your presence at the Hellmouth is required to deal with whatever this is", Giles then said.

"Like, only theirs? So, the rest of us can get out, right?" Anya asked.

"No, I just said they are quite important, but we are needed to", Giles said as Anya groaned, and he went off to look at his books. "I will research this and get back to you."

"Thanks", Tara said as Anya paced around.

"Why can't we ever get a break from this stuff? Like, can't I and Xander have one full day to ourselves for sex?"

Willow and Tara shared a weird look, then shrugged and got up, walking off while holding hands, hoping Giles could find out what they couldn't.

Curt was still in the room in the basement, crouched down on the floor on his tiptoes, hugging his knees with his one arm, and he was greenish too. He looked vulnerable, like he was in there with someone or something dangerous. "She thinks I'm a druggie. But she won't understand. They won't."

Magus was circling Curt, addressing him as he Curt cowered in the middle of the room. "No, she will not. She is not perfection, I am. And she…"

Magus morphed into Thanos, still pacing and talking to Curt "…could not ever fail. Where did that bring her? Back to me. Unruly wretches. As if they could ever understand…"

Thanos morphed into Benjamin "Dex" Poindexter "…..there is no narrow path now. Without it, I drown, and I shall take them with me, they would have no idea if they're swimming for the surface or bottom, they never can-"

Dex morphed into Hela "….realize, that their destiny is to be ruled over by others. Which is why they're just not glad to see me. They don't know, I'm more than flesh….."

Hela morphed into Glory, talking to Curt again "...more than blood. I'm... you know, I honestly don't think there's a human word fabulous enough for me. Oh, my name will be on everyone's lips, assuming their lips haven't been torn off. But not just yet. That's alright, though..."

Glory morphed into Adam and paced "...I can be patient. Everything is well within parameters. She's exactly where I want her to be. And so are you, Professor. You're right where you belong."

Adam morphed into Erik Killmonger and told Curt. "You're no great guy, not some revolutionary. You're a murderer!"

Killmonger morphed into the Mayor and knelt near Curt, knee level with him. "I mean, what'd you think? You'd get put your cure on, get your arm back and everything'd be Jim Dandy? Drugs are more slippery than grease. Why do you think I never took 'em?" He laughed. "Well, you probably thought that you'd be your own man, and I respect that, but…."

The Mayor now morphed into Angelus. "At day's end, no cures are gonna cure your inferiority complex. Because you don't have an inferiority complex, you're simply inferior. You always were, right from the beginning. And that's where we're going..."

Angelus morphed into the Master and stood up "...right back to the beginning. Not the Bang... not the Word... the true beginning. Where we shall see the truth."

The Master morphed into Loki, and then he paced around once more. "That you….were made to be ruled. In the end, you shall always kneel, to true power, like mine."

Loki then morphed into Obadiah Stane and said. "The next few months are going to be quite a ride. And I think we're all going to learn something about ourselves in the process. You'll learn you're a pathetic schmuck, if it hasn't sunk in already. Look at you. Trying to do what's right, just like her. How ironic! That you still don't get it. Trying to save this world, and you people doomed it. It's not about right, not about wrong..."

Stane walked around behind Curt, and when he reappeared, he had transformed into Buffy, now standing with a smug and serious look on her face, glaring at Curt "...it's about power."

Buffy then morphed into Peter, smirking cruelly. "And you know what they say about power, don't you? With great power, comes great responsibility."

And we're done here! Hope all enjoyed my version of 7x1.

Now 7x2 and 7x3 won't happen at all, because 7x2 requires Anya to still be a Vengeance Demon, and 7x3 requires Tara to be dead, and neither of the two things happened in my series, so no need for those 2 episodes.

After this, we'll have 7x4 directly.

Or 7x3 can go differently since Gnarl can still be around.

If you wanna know what Spike was doing, check out the Angel Season 4 fic.

Personally, I think Buffy Season 7 is the best Buffy premiere, and overall 4th best Buffyverse premiere behind Angel Season 1, Angel Season 5 and Angel Season 4 (messy Season but great premiere).

And the First's introduction is my 3rd favorite villain introduction in Buffyverse behind Spike/Drusilla in Buffy Season 2 and the Beast in Angel Season 4. Hope my version of it was enjoyed, when it morphed into the villains, I tried to make it sound like them and itself at the same time.

Buffy didn't die here in the Season 5 finale yes, but in the Season 1 finale she did have a temporary death, which was enough to activate a new Slayer in Kendra, so I imagine something must have happened, which is why I'm still having the First take her form here.

Peter died from Thanos' snap so the First can turn into him too, and considering "Buffy" ended it with "it's about power", figured I could have "Peter" use his most iconic quote.

Funny how likeable Robin was before his mom reveal. After that he went on a downward spiral.

Anyway, hope all enjoyed and see you all next time with another chapter.